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8-KThe WireRoutine

Shareholder Vote · Company Update

Filed Nov 16, 2017 · 8y ago · Accession 0000057515-17-000034

Plain English

Material event — a significant development the company must disclose promptly.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K Current Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2017       Lancaster Colony Corporation (Exact name of registrant as specified in its charter)       Ohio 000-04065 13-1955943 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)     380 Polaris Parkway, Suite 400 Westerville, Ohio   43082 (Address of principal executive offices)   (Zip Code) Registrant’s telephone number, including area code: 614-224-7141        (Former name or former address, if changed since last report.)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ¨ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ Item 5.07    Submission of Matters to a Vote of Security Holders The Lancaster Colony Corporation (the “Corporation”) annual meeting of shareholders (the “Annual Meeting”) was held in Columbus, Ohio, on November 15, 2017 pursuant to the Notice of Annual Meeting of Shareholders and Proxy Statement that was available on or about October 11, 2017 to all shareholders of record at the close of business on September 18, 2017. At the Annual Meeting, 26,485,904 shares of the Corporation’s common stock were represented in person or by proxy, which constituted a quorum. At the Annual Meeting, shareholders voted on four proposals. The proposals are described in detail in the Corporation’s definitive proxy materials which were filed with the Securities and Exchange Commission and first made available to shareholders on or about October 11, 2017. Proposal One - Nomination and Election of Directors The Corporation’s shareholders elected the following individuals to serve for three year terms expiring at the 2020 Annual Meeting of Shareholders with the following vote totals:     Number of Votes Director Name   For   Withheld   Abstentions   Broker Non-Votes Robert L. Fox   24,469,512   218,489   —   1,797,903 John B. Gerlach, Jr.   23,036,075   1,651,926   —   1,797,903 Robert P. Ostryniec   24,620,444   67,557   —   1,797,903 Proposal Two - Non-Binding Vote on the Compensation of the Corporation’s Named Executive Officers The Corporation’s shareholders approved the compensation of the Corporation’s named executive officers with the following vote totals: Number of Votes For   Against   Abstentions   Broker Non-Votes 23,874,740   84,331   728,927   1,797,906 Proposal Three - Non-Binding Vote on the Frequency of Future Non-Binding Votes on the Compensation of the Corporation's Named Executive Officers The Corporation’s shareholders voted for the frequency of 1 Year for future non-binding votes on the compensation of the Corporation’s named executive officers with the following vote totals: Number of Votes 1 Year   2 Years   3 Years   Abstentions 21,206,759   40,385   3,192,236   248,612 Proposal Four - Ratification of the Selection of the Corporation’s Independent Registered Public Accounting Firm The Corporation’s shareholders ratified the selection of Deloitte & Touche LLP as the Corporation’s independent registered public accounting firm for the year ending June 30, 2018 with the following vote totals: Number of Votes For   Against   Abstentions   Broker Non-Votes 26,393,778   75,070   17,056   — Item 8.01    Other Events On November 15, 2017, the Corporation’s Board of Directors voted to raise the regular quarterly cash dividend to 60 cents per common share to be paid on December 29, 2017 to shareholders of record on December 8, 2017. Item 9.01      Financial Statements and Exhibits (d)    Exhibits: 99.1 Press Release dated November 15, 2017 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. LANCASTER COLONY CORPORATION     (Registrant) Date: November 16, 2017 By: /s/ DOUGLAS A. FELL     Douglas A. Fell Treasurer, Vice President, Assistant Secretary and Chief Financial Officer (Principal Financial and Accounting Officer) INDEX TO EXHIBITS Exhibit Number   Description   Located at 99.1   Press Release dated November 15, 2017   Furnished herewith
Filing details
Ticker
MZTI
CIK
57515
Form type
8-K
Filing date
Nov 16, 2017
Report date
Nov 15, 2017
Document
a11-15x178xk.htm
Size
264 KB